General terms and conditions (GTC)
Likra Tierernährung GmbH
1.1. All deliveries of goods and services of Likra Tierernährung GmbH (“LIKRA”, “we”) are made only on basis of our general terms and conditions, which the customer accepts by placing the order or accepting the service.
1.2. Deviating agreements require written confirmation by LIKRA. The validity of general terms and conditions of the customer is expressly contradicted, unless LIKRA recognizes this in writing as an addition to its terms and conditions. The performance of a delivery shall not be deemed to be such an acknowledgment. These terms and conditions shall apply to consumers within the meaning of Section 1 Paragraph 1 Item 2 of the Consumer Protection Act (“KSchG”) and entrepreneurs within the meaning of Section 1 Paragraph 1 Item 1 KSchG, provided that no express individual regulations are made in the following provisions only for consumers or entrepreneurs.
2. Offer, order, conclusion of contract:
2.1. Offers are always subjects of change, non-binding and without any binding effect. The contract is concluded when we have sent a written order confirmation or a delivery.
3. Delivery, transport, default in acceptance, transfer of risk:
3.1. The weights or quantities determined at the place of loading are decisive for the settlement. The recipient of the goods must check and confirm the loading weight according to the loading documents. Later weight claims will not be accepted.
3.2. For production-related reasons, LIKRA reserves the right to make excess or short deliveries compared to the order to a reasonable extent. To this extent, the customer is obliged to accept excess and insufficient quantities. The actually delivered goods are to be paid for. In the case of partial deliveries, the excess or short deliveries can be distributed among the individual deliveries.
3.3. Minor delays in delivery times are permissible.
3.4. Our customers shall not be entitled to any claims for damages arising from non-compliance with delivery deadlines.
3.5. The place of performance for delivery and payment is our company headquarters, even if the handover takes place at another location as agreed. The benefits and risks are transferred to the customer at the latest when the delivery leaves our warehouse, or in the case of delivery ex works. If the goods leave the factory with a delay due to circumstances for which the customer is responsible, the risk is shall pass to the customer on the day the goods are ready for dispatch.
3.6. If the customer is in default of acceptance, we are entitled either
• to store the goods with us and to insist on the fulfilment of the contract, whereby a storage fee can be charged, or to store them at an authorized warehouse at the customer's expense and risk, or
• to withdraw from the contract after setting a reasonable grace period.
4. Prices, freight parity:
4.1. In the absence of an individual price agreement, the prices according to the currently valid price list shall apply. Offer prices are subject to change.
4.2. Unless otherwise expressly stated, all prices quoted are exclusive of sales tax.
4.3. The prices for bagged goods and big bags include packaging.
4.4. Our prices are based on normal water. In the case of restricted shipping, haulage surcharges apply in accordance with the purchase contracts of LIKRA or in accordance with industry practices.
4.5. Invoices are considered approved if they are not objected to within 8 days.
4.6. Unless there are separate written agreements, the prices for all goods shall apply as freight parity, agreed ex works in Linz or Marchtrenk.
5. Terms of payment, default in payment:
5.1. Unless otherwise agreed, payment in EURO must be made net cash within 8 days from the date of invoice, without deduction and free of charges.
5.2. In the event of default in payment, default interest in the amount of 3% above the base rate will be charged per annum.
5.3. In the event of default in payment, the customer shall bear all reminder and collection costs.
5.4. In the event of default in payment, we are released from all further delivery obligations.
5.5. Offsetting against our claims with counterclaims of whatever kind is excluded.
5.6. Justified complaints only entitle the customer to withhold aa appropriate part of the gross invoice amount.
5.7. Payments made by the customer are generally credited against the oldest debt.
5.8. Our employees are only entitled to collect upon presentation of a written power of attorney.
6. Withdrawal from the contract:
6.1. In the event of default in payment by the customer, a negative credit check or the opening of bankruptcy proceedings, we are entitled to withdraw from the contract.
7. Force Majeure:
7.1. In the event of force majeure or other circumstances for which LIKRA is not responsible, e.g., war, riots, natural forces, accidents, strikes, lockouts, operational disruptions, raw material procurement difficulties, officially decreed closings, the agreed deadlines shall be postponed by the duration of the hindrance and an appropriate start-up time. If the hindrance lasts longer than a month, both parties can withdraw from the contract for the specific delivery in whole or in part after a reasonable grace period has expired. There are no claims for damages in such cases.
8.1. The delivery is made in commercial condition.
8.2. If his warranty rights otherwise expire, the customer is obliged to examine the delivery immediately after receipt and to notify LIKRA in writing of any defects that have been identified during a proper inspection, stating the type and scope. Hidden defects must be reported within 5 days of becoming known. The customer must keep the goods properly until the complaint has been clarified.
8.3. If there is a defect for which LIKRA is responsible for the transfer of risk, LIKRA shall be entitled to either remedy the defect or deliver a replacement ("subsequent performance") within a reasonable period of time. If the subsequent performance fails, the customer may withdraw from the contract on the specific delivery or reduce the purchase price.
8.4. The warranty period is specified in the delivery documents or the bag tag. Warranty claims expire after 12 months. The statutory warranty periods shall apply if they are legally longer than 24 months. The statutory warranty provisions shall apply exclusively to consumers.
8.5. The customer must prove that the defect already existed at the time of delivery.
8.6. If a complaint is not made or not made in good time, the goods shall be deemed approved. A later assertion of any claims from the defect is excluded.
8.7. In the event of complaints, the customer must, at our request, provide information about the conditions and the state of health of the animals, as well as allow insight into the veterinary medical examination documents.
8.8. For the sake of clarity, it is stated that we are not liable or assume no liability for defects or damage resulting from an arrangement not made by us (e.g., recipe, dosage), improper storage or transport as well as deviations from the feed hygiene regulations; this shall also apply to defects or damage that can be traced back to material provided by the customer.
8.9. As a basis for clarifying the reason for the defect, LIKRA only accepts a product sample prepared in accordance with the applicable legal provisions.
9. Limitations of Liability:
9.1. Liability is limited to the damage typical for the contract.
9.2. The above limitations of liability shall not apply to claims under the Product Liability Act, to damages resulting from injury to life, body or health, or in the event of the assumption of a guarantee or a procurement commitment is accepted or in the event of malice.
9.3. Clause 8.4 applies to the limitation of claims for damages vis-à-vis entrepreneurs; for consumers, the limitation period of 3 years from knowledge of the damage and the damaging party applies.
9.4. These limitations of liability shall not apply in the event of gross negligence or intent.
10. Retention of title:
10.1. The goods remain our property until full payment. In case of return of goods, we are entitled to charge the incurred transport and handling costs.
10.2. If the goods we deliver are mixed, processed or fed with other items, the customer grants us co-ownership of the items in the amount of our claim.
10.3. If the customer sells goods that have been delivered under retention of title or goods in which we have co-ownership, he shall assign to us all claims arising up to the invoice amount. We accept the assignment. The customer is obliged to make the assignment visible in his business records and, in the event that he is in default of payment, to notify his contractual partner of the assignment and to provide us with all the data necessary for assertion of the claim.
10.4. In the event of default in payment, the initiation of bankruptcy proceedings, as well as the written assertion of retention of title, the customer loses the authority to sell, mix, process or feed the goods to which ownership has been reserved. The purchaser bears the costs, in particular for a lawsuit for excision in accordance with Section 37 of the execution code.
11. Legal succession, industrial property rights, copyrights:
11.1. All rights and obligations resulting from the present contractual relationship shall pass to the extent and in accordance with the provisions of Section 38 (1) UGB to the sole legal successors of the contracting parties. The contracting parties hereby waive their right of objection within the meaning of Section 38 (2) UGB. Claims that arise after the transfer of the business may only be asserted against the acquirer of the business.
11.2. The customer is responsible for observing third-party industrial property rights and copyrights (together “property rights”). If the third-party property rights are violated during the execution of the contract or if these claims are made against LIKRA, the customer is obliged to indemnify LIKRA from this. LIKRA retains ownership, protection and reproduction rights to any sketches, samples, material, etc.
12. Data protection/privacy:
12.1. The customer gives his consent that the personal data disclosed in the context of the business relationship may be stored and processed by us with automated support for the purpose of contract processing and customer information by means of brochures, catalogues, e-mails, etc. The customer may revoke this consent at any time in writing, via e-mail or fax. For further information, please refer to the data protection notice available at https://www.likra.com/en/data-protection/.
13. Final provisions:
13.1. The place of performance is the registered office of our company.
13.2. Austrian law shall apply exclusively to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).
13.3. Austrian domestic jurisdiction shall apply. The place of jurisdiction for all disputes arising directly and indirectly from this contract shall be the competent court in Linz / Danube.
13.4. The possible invalidity of individual provisions of these general terms and conditions shall not affect the remaining provisions.
Linz, June 2019